|
|
|
|
|
(State or Other Jurisdiction of Incorporation)
|
(Commission File Number)
|
(I.R.S. Employer Identification No.)
|
|
|
|
|
|
(Address of Principal Executive Offices)
|
(Zip Code)
|
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
|
Title of each class
|
Trading
Symbol(s)
|
Name of each exchange on which registered
|
|
|
|
|
| Item 2.02. |
Results of Operations and Financial Condition.
|
| Item 7.01. |
Regulation FD Disclosure.
|
| Item 9.01. |
Financial Statements and Exhibits.
|
| (d) |
Exhibits.
|
| 99.1 |
Press Release dated March 27, 2025 issued by STRATA Skin Sciences, Inc.
|
| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document).
|
|
STRATA SKIN SCIENCES, INC.
|
|||
|
Date: March 27, 2025
|
By:
|
/s/ John Gillings
|
|
|
Chief Accounting Officer
|
|||
| • |
Revenue in the fourth quarter of 2024 was $9.6 million, up 10% from $8.7 million in the year-ago quarter
|
| o |
Global net recurring XTRAC® revenue in the fourth quarter was $5.5 million vs. $5.4 million in the prior year period, with international growth of 13% more than offsetting a slight
decline in the domestic market
|
| o |
Average net revenue per domestic XTRAC® system increased to $5,906 (+6% YOY) on 864 systems in the fourth quarter vs. $5,555 per system on 923 systems in the comparable prior year period
|
| o |
Total Recurring revenue increased 3.0% to $5.8 million in the fourth quarter, driven by international growth and contribution from TheraClear
|
| o |
Equipment revenue of $3.8 million increased 23% vs. $3.1 million in the fourth quarter of 2023, representing our highest level in two years
|
| • |
Full year 2024, revenue of $33.6 million increased slightly vs. $33.4 million in 2023
|
| o |
While revenue for the full year was up only slightly, results improved significantly over the course of the year with Y/Y growth in the fourth quarter of 10%
|
| o |
For the full year, growth of 5% in the Equipment segment more than offset a decline of 2% in the Recurring segment
|
| • |
Gross margin of 60.1% in the fourth quarter of 2024, improved 480 bps vs. 55.3% in the fourth quarter of 2023
|
| • |
Adjusting for a one-time accrued expense of $1.8 million in the third quarter of 2024 and the impact of non-cash impairment in both years, operating expense of $22.7 million in 2024 declined 8.5% vs.
$24.8 million in 2023
|
| • |
Implemented a turnaround, focusing on cost efficiency and improving revenue per device, and delivered meaningful improvements in both metrics
|
| • |
Drove efficiencies in Sales & Marketing to more than offset the increase in Direct-to-Consumer (DTC) spend associated with the reimplementation of the Company’s strategic revenue model
|
| • |
Implemented a strategy to remove and refurbish underutilized machines, driving a 67% year-over-year reduction in capex spend for full-year 2025, further conserving cash
|
| • |
Renewed 3-year agreements with exclusive distributors in China and Japan – each agreement carries minimum unit placements and/or purchases of the XTRAC® and VTRAC® devices
|
| • |
Amended credit agreement with MidCap Financial Trust to ensure alignment with the Company’s current and future business projections
|
| • |
On July 23, 2024, closed a registered direct offering that raised $2.1 million in gross proceeds ($1.9 million in net proceeds) through the sale of 665,136 shares of common stock at an average
purchase price of $3.16 per share, with participation from insiders and existing institutional shareholders
|
| • |
Received approval for the XTRAC Momentum™ 1.0 device in Japan and drove significant growth in international recurring revenue
|
| • |
Upgraded clinical team and implemented a consulting model focused on best practices within customer clinics. Early results show meaningful improvement in procedures per device and, in some cases,
demand for additional placements
|
| • |
Filed a complaint against LaserOptek, and others, citing unfair competition under federal and state laws regarding the marketing and sales of competitive laser devices. On November 8, 2024 pursuant
to a joint stipulation a court order was entered in the US District Court for the Eastern District of Pennsylvania enjoining LaserOptek, and all those acting at their direction from engaging in any sales, marketing or promotion of Pallas
lasers that states or implies, that treatments with Pallas lasers are reimbursable using CPT Codes 96920-96922, and also barred LaserOptek and others from engaging in any deceptive advertising that includes any false or misleading statements
regarding the Pallas lasers or STRATA’s lasers. On February 28, 2025, Strata filed a motion for civil contempt against LaserOptek for violating that court order.
|
|
Year Ended December 31,
|
||||||||
|
(in thousands)
|
2024
|
2023
|
||||||
|
Net loss
|
$
|
(10,086
|
)
|
$
|
(10,830
|
)
|
||
|
Adjustments:
|
||||||||
|
Depreciation and amortization
|
4,968
|
5,553
|
||||||
|
Amortization of operating lease right-of-use asset
|
339
|
349
|
||||||
|
Loss on disposal of property and equipment
|
49
|
72
|
||||||
|
Benefit from income taxes
|
(170
|
)
|
(92
|
)
|
||||
|
Interest income
|
(242
|
)
|
(231
|
)
|
||||
|
Interest expense
|
2,107
|
1,640
|
||||||
|
Non-GAAP EBITDA
|
(3,035
|
)
|
(3,539
|
)
|
||||
|
Impairment of goodwill
|
3,861
|
2,284
|
||||||
|
Stock-based compensation
|
427
|
1,303
|
||||||
|
Loss on debt extinguishment
|
—
|
909
|
||||||
|
Employee retention credit
|
(864
|
)
|
—
|
|||||
|
Non-GAAP adjusted EBITDA
|
$
|
389
|
$
|
957
|
||||
|
One-time accrual for NY State Sales Tax
|
1,781 1,781
|
—
|
||||||
|
Non-GAAP adjusted EBITDA normalized for one-time events
|
2,170
|
957
|
||||||
|
Three Months Ended December 31,
|
YTD
|
|||||||||||||||
|
2024
|
2023
|
2024
|
2023
|
|||||||||||||
|
Gross domestic recurring billings
|
$
|
4,871
|
$
|
4,947
|
$
|
18,996
|
$
|
19,622
|
||||||||
|
Co-Pay adjustments
|
(84
|
)
|
(87
|
)
|
(331
|
)
|
(343
|
)
|
||||||||
|
Other discounts
|
(6
|
)
|
(22
|
)
|
(81
|
)
|
(110
|
)
|
||||||||
|
Deferred revenue from prior quarters
|
1,867
|
1,913
|
7,204
|
8,114
|
||||||||||||
|
Deferral of revenue to future quarters
|
(1,545
|
)
|
(1,624
|
)
|
(7,126
|
)
|
(7,567
|
)
|
||||||||
|
GAAP Recorded domestic revenue
|
$
|
5,102
|
$
|
5,127
|
$
|
18,662
|
$
|
19,716
|
||||||||
|
December 31,
|
||||||||
|
2024
|
2023
|
|||||||
|
Assets
|
||||||||
|
Current assets:
|
||||||||
|
Cash and cash equivalents
|
$
|
7,261
|
$
|
6,784
|
||||
|
Restricted cash
|
1,334
|
1,334
|
||||||
|
Accounts receivable, net of allowance for credit losses of $563 and $222 at December 31, 2024 and 2023,
respectively
|
5,253
|
4,440
|
||||||
|
Inventories
|
2,246
|
2,673
|
||||||
|
Prepaid expenses and other current assets
|
501
|
312
|
||||||
|
Total current assets
|
16,595
|
15,543
|
||||||
|
Property and equipment, net
|
10,061
|
11,778
|
||||||
|
Operating lease right-of-use assets
|
1,264
|
626
|
||||||
|
Intangible assets, net
|
5,348
|
7,319
|
||||||
|
Goodwill
|
2,658
|
6,519
|
||||||
|
Other assets
|
231
|
231
|
||||||
|
Total assets
|
$
|
36,157
|
$
|
42,016
|
||||
|
Liabilities and Stockholders’ Equity
|
||||||||
|
Current liabilities:
|
||||||||
|
Accounts payable
|
$
|
2,433
|
$
|
3,343
|
||||
|
Accrued expenses and other current liabilities
|
8,593
|
6,306
|
||||||
|
Deferred revenues
|
2,241
|
2,120
|
||||||
|
Current portion of operating lease liabilities
|
328
|
352
|
||||||
|
Current portion of contingent consideration
|
1,030
|
53
|
||||||
|
Total current liabilities
|
14,625
|
12,174
|
||||||
|
Long-term debt, net
|
15,192
|
15,044
|
||||||
|
Deferred revenues and other liabilities
|
353
|
552
|
||||||
|
Deferred tax liability
|
—
|
186
|
||||||
|
Operating lease liabilities, net of current portion
|
919
|
237
|
||||||
|
Contingent consideration, net of current portion
|
96
|
1,135
|
||||||
|
Total liabilities
|
31,185
|
29,328
|
||||||
|
Commitments and contingencies (Note 10)
|
||||||||
|
Stockholders’ equity:
|
||||||||
|
Series C convertible preferred stock, $0.10 par value; 10,000,000 shares authorized, no shares issued and outstanding
|
—
|
—
|
||||||
|
Common stock, $0.001 par value; 150,000,000 shares authorized; 4,171,161 and 3,506,025 shares issued and outstanding at December 31, 2024 and 2023, respectively
|
4
|
4
|
||||||
|
Additional paid-in capital
|
253,112
|
250,742
|
||||||
|
Accumulated deficit
|
(248,553
|
)
|
(238,058
|
)
|
||||
|
Total stockholders’ equity
|
4,972
|
12,688
|
||||||
|
Total liabilities and stockholders’ equity
|
$
|
36,157
|
$
|
42,016
|
||||
|
Year Ended December 31,
|
||||||||
|
2024
|
2023
|
|||||||
|
Revenues, net
|
$
|
33,562
|
$
|
33,358
|
||||
|
Cost of revenues
|
14,481
|
14,897
|
||||||
|
Gross profit
|
19,081
|
18,461
|
||||||
|
Operating expenses:
|
||||||||
|
Engineering and product development
|
883
|
1,317
|
||||||
|
Selling and marketing
|
12,289
|
12,956
|
||||||
|
General and administrative
|
11,303
|
10,508
|
||||||
|
Impairment of goodwill
|
3,861
|
2,284
|
||||||
|
28,336
|
27,065
|
|||||||
|
Loss from operations
|
(9,255
|
)
|
(8,604
|
)
|
||||
|
Other (expense) income:
|
||||||||
|
Interest expense
|
(2,107
|
)
|
(1,640
|
)
|
||||
|
Interest income
|
242
|
231
|
||||||
|
Loss on debt extinguishment
|
—
|
(909
|
)
|
|||||
|
Other income
|
864
|
—
|
||||||
|
(1,001
|
)
|
(2,318
|
)
|
|||||
|
Loss before benefit from income taxes
|
(10,265
|
)
|
(10,922
|
)
|
||||
|
Benefit from income taxes
|
170
|
92
|
||||||
|
Net loss
|
$
|
(10,086
|
)
|
$
|
(10,830
|
)
|
||
|
Net loss per share of common stock, basic and diluted
|
$
|
(2.65
|
)
|
$
|
(3.10
|
)
|
||
|
Weighted average shares of common stock outstanding, basic and diluted
|
3,807,186
|
3,491,964
|
||||||
| Year Ended December 31, | ||||||||
|
2024
|
2023
|
|||||||
|
Cash flows from operating activities:
|
||||||||
|
Net loss
|
$
|
(10,086
|
)
|
$
|
(10,830
|
)
|
||
|
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
|
||||||||
|
Depreciation and amortization
|
4,968
|
5,553
|
||||||
|
Impairment of goodwill
|
4,861
|
2,284
|
||||||
|
Amortization of operating lease right-of-use assets
|
339
|
349
|
||||||
|
Amortization of deferred financing costs and debt discount
|
148
|
140
|
||||||
|
Change in allowance for credit losses
|
(182
|
)
|
(110
|
)
|
||||
|
Stock-based compensation expense
|
427
|
1,303
|
||||||
|
Loss on debt extinguishment
|
—
|
909
|
||||||
|
Loss on disposal of property and equipment
|
49
|
72
|
||||||
|
Inventory write-off
|
162
|
—
|
||||||
|
Deferred income taxes
|
(186
|
)
|
(120
|
)
|
||||
|
Changes in operating assets and liabilities:
|
||||||||
|
Accounts receivable
|
(631
|
)
|
141
|
|||||
|
Inventories
|
572
|
689
|
||||||
|
Prepaid expenses and other assets
|
(189
|
)
|
246
|
|||||
|
Accounts payable
|
(954
|
)
|
(100
|
)
|
||||
|
Accrued expenses and other liabilities
|
2,266
|
(197
|
)
|
|||||
|
Deferred revenues
|
(57
|
)
|
(472
|
)
|
||||
|
Operating lease liabilities
|
(319
|
)
|
(376
|
)
|
||||
|
Net cash provided by (used in) operating activities
|
188
|
(519
|
)
|
|||||
|
Cash flows from investing activities:
|
||||||||
|
Purchase of property and equipment
|
(1,636
|
)
|
(5,019
|
)
|
||||
|
Net cash used in investing activities
|
(1,636
|
)
|
(5,019
|
)
|
||||
|
Cash flows from financing activities:
|
||||||||
|
Proceeds from long-term debt
|
—
|
7,000
|
||||||
|
Payment of deferred financing costs
|
—
|
(97
|
)
|
|||||
|
Payment of contingent consideration
|
(18
|
)
|
(42
|
)
|
||||
|
Sale of common stock, net of offering costs
|
1,943
|
—
|
||||||
|
Net cash provided by financing activities
|
1,925
|
6,861
|
||||||
|
Net increase in cash, cash equivalents and restricted cash
|
477
|
1,323
|
||||||
|
Cash, cash equivalents and restricted cash at beginning of year
|
8,118
|
6,795
|
||||||
|
Cash, cash equivalents and restricted cash at end of year
|
$
|
8,595
|
$
|
8,118
|
||||
|
|
||||||||
|
Supplemental disclosure of cash flow information:
|
||||||||
|
Cash paid during the year for interest
|
$
|
1,973
|
$
|
1,415
|
||||
|
Cash paid during the year for income taxes
|
$
|
23
|
$
|
22
|
||||